3F GLOBAL (SINGAPORE) PTE LTD (Incorporated in the ... · (Incorporated in the Republic of Singapore) 3F GLOBAL (SINGAPORE) PTE LTD (Incorporated in the Republic of Singapore) Reg

3F GLOBAL (SINGAPORE) PTE LTD ANNUAL REPORT

(Incorporated in the Republic of Singapore)

3F GLOBAL (SINGAPORE) PTE LTD


Reg No: 1995-01415-D

FINANCIAL STATEMENTS - 31 MARCH 2015

CONTENTS PAGE REPORT OF THE DIRECTORS 2 -3 STATEMENT BY DIRECTORS 4

INDEPENDENT AUDITOR’S REPORT 5 BALANCE SHEET 6 STATEMENT OF COMPREHENSIVE INCOME 7

STATEMENT OF CHANGES IN EQUITY 8 STATEMENT OF CASH FLOWS 9

NOTES TO FINANCIAL STATEMENTS 10-21



DIRECTORS’ REPORT

The Directors present their report to the members together with the audited financial statements of the company

for the financial ended 31 March 2015.

Directors:

The directors of the Company in office at the date of this report are:-

SHIV BHAGWAN GOENKA

SUSHIL GOENKA

VENKATARAMAIYER SIVARAMAKRISHNAN

GOENKA JIVESH

Arrangements to enable directors to acquire shares or debentures:

Neither at the end of nor at any time during the financial year was the company a party to any arrangement whose

object is to enable the directors of the company to acquire benefits by means of the acquisition of shares or

debentures of the company or any other body corporate.

Directors’ Interest in Shares or Debentures:

The following directors, who held office at the end of the financial year, had, according to the register of

directors’ shareholdings required to be kept under section 164 of the Companies Act, Cap.50 , an interest in the

company and related corporations as follows:

Shares in the holding company Equity Shares of INR 10 each

3F Industries Ltd

(F.K.A. Foods Fats & Fertilizers Limited) India

Names of the Director At the beginning of At the end of

the period the period

Shiv Bhagwan Goenka 652,200 719,184

Sushil Goenka 1,090,640 1,204,280

Sitaram Goenka Jivesh 249,822 272,327

No director who held office at the end of the financial year had interests in share options, warrants or debentures

of the Company, or related corporations, either at the beginning of the financial year or at the end of the financial

year.

Directors’ contractual benefits:

During the year, no director has received or become entitled to receive a benefit by reason of a contract made by

the company or by a related corporation with the director or with a firm of which he is a member or with a

company in which he has a substantial financial interest other than those disclosed in the financial statements.

Options granted:

During the year, there were no options to take up unissued shares of the Company.

Options exercised:

During the year, no shares have been issued by virtue of the exercise of options granted.



DIRECTORS’ REPORT

Options outstanding:

There were no shares options outstanding as at 31 March 2015.

Independent auditor:

The independent auditor, MGI N Rajan Associates has expressed its willingness to accept re-appointment.

On behalf of the board of directors,

Sd/- Sd/-

SHIV BHAGWAN GOENKA GOENKA JIVESH

Director Director

Singapore/India,

Date: 03.08.2015



STATEMENT BY DIRECTORS

In the opinion of the directors,

i) the accompanying Balance Sheet, Statement of Comprehensive Income, Statement of Changes in Equity

and Statement of Cash flows together with the notes thereon, are drawn up in accordance with and

comply with the Singapore Financial Reporting Standards so as to give a true and fair view of the state

of the affairs of the Company as at 31 March 2015 and of the results of the business, Changes in Equity

and Cash flows of the Company for the financial year then ended; and

ii) at the date of this statement there are reasonable grounds to believe that the company will be able to pay

its debts as and when they fall due.

On behalf of the board of directors,

Sd/- Sd/-

SHIV BHAGWAN GOENKA GOENKA JIVESH

Director Director

Singapore/India,

Date: 03.08.2015



MGI N RAJAN ASSOCIATES CERTIFIED PUBLIC ACCOUNTANTS

INDEPENDENT AUDITOR’S REPORT TO THE MEMBEROF

3F GLOBAL (SINGAPORE) PTE LTD

We have audited the accompanying financial statements of the 3F GLOBAL(SINGAPORE) PTE LTD (“The Company”)

which comprise the balance sheet as at 31 March 2015, the statement of comprehensive income , statement of changes in

equity and statement of cash flows for the period from 01 January 2013 to 31 March 2014 and a summary of significant

accounting policies and other explanatory notes.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with the

provisions of the Singapore Companies Act, Cap.50 (the “Act”) and Singapore Financial Reporting Standards, and for

devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are

safeguarded against loss from unauthorized use or disposition; and transactions are properly authorised and that they are

recorded as necessary to permit the preparation of true and fair statement of comprehensive income and balance sheets and to

maintain accountability of assets.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. Except as discussed in the

following paragraph, we conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require

that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the

financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial

statements. The procedure selected depends on the auditor’s judgment, including the assessment of the risks of material

misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor

considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to

design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the

effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies

used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of

the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the financial

statements are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards

so as to give a true and fair view of the state of affairs of the company as at 31 March 2015 and of the results, changes in

equity and cash flows of the company and cash flows of the company for the year ended on that date.

Report on Other Legal and Regulatory Requirements

In our opinion, the accounting and other records required by the Act to be kept by the Company have been properly kept in

Accordance with the provisions of the Act.

Sd/-

MGI N RAJAN ASSOCIATES

PUBLIC ACCOUNTANT AND CERTIFIED

PUBLIC ACCOUNTANTS

SINGAPORE

DATE: 03.08.2015

Note 2015 2014US$ US$

ASSETSNon -Current AssetsProperty, plant and equipment 8 - -

- - Current assetsCash and cash equivalents 9 1,37,379 5,72,790 Trade and other receivables 10 1,29,39,823 68,80,626 Inventories 11 1,16,569 19,54,880 Total assets 1,31,93,771 94,08,296

LIABILITIESCurrent liabilitiesTrade and other payables 12 55,00,999 48,00,440 Interest bearing loans and borrowings 13 48,98,606 32,49,708 Provision for taxation 7 2,40,897 1,09,044 Total liabilities 1,06,40,502 81,59,192

NET ASSETS 25,53,269 12,49,104

EQUITYShare capital 14 5,00,000 1,32,782 Retained earnings 20,53,269 11,16,322 Total equity 25,53,269 12,49,104

BALANCE SHEETAS AT 31 MARCH 2015

3F GLOBAL ( SINGAPORE) PTE. LTD.( INCORPORATED IN THE REPUBLIC OF SINGAPORE)

NoteYear ended 31-

Mar-15 01-Jan-13 to

31-Mar-14 US$ US$

RevenueSale of goods 5,69,77,146 4,70,32,893 Cost of sales 3 (5,35,96,554) (4,42,71,905) Gross profit/(loss) 33,80,592 27,60,988

Other income 4 61,868 4,070 34,42,460 27,65,058

ExpensesAdministrative and other operating expenses (13,58,045) (12,99,411) Finance cost 5 (4,75,543) (4,26,098) Profit before tax 6 16,08,872 10,39,549 Tax expense 7 (3,04,707) (1,19,340) Profit after tax 13,04,165 9,20,209

Other comprehensive income - -

Total comprehensive income 13,04,165 9,20,209

FOR THE FINANCIAL YEAR PERIOD 01 JANUARY 2013 TO 31 MARCH 2015


STATEMENT OF COMPREHENSIVE INCOME

The annexed notes form an integral part of and should read in conjunction with these financial statements.

NoteYear ended 31-Mar-15

01-Jan-13 to 31-Mar-14

US$ US$Cash flows from operating activiitesNet profit/(loss) before taxation 16,08,872 10,39,549 Adjustment forDepreciation 4,429 5,616 Operating profit/(loss) before working capital changes 16,13,301 10,45,165

(Increase) / decrease in trade and other receivables (60,59,197) (48,30,405) Increase / (decrease) in trade and other payables (2,99,441) 31,762 (Increase) / decrease in inventories 18,38,310 (9,09,285) Cash (used in) operations (29,07,027) (46,62,763) Tax paid (1,46,876) (24,722) Tax refund received during the year - 7,812 Net cash (used in) operating activities (30,53,903) (46,79,673)

Cash flows from Investing activitiesPurchase of property, plant and equipment (4,429) (5,616) Net cash (used in) investing activities (4,429) (5,616)

Cash flows from financing activitiesLoan from holding company 10,00,000 15,00,000 Loan from banks 16,48,898 32,49,708 Withholding tax paid on behalf of holding company (25,977) - Net cash from financing activities 26,22,921 47,49,708

Net increase / (decrease) in cash and cash equivalents (4,35,411) 64,419 Cash and cash equivalents at beginning of the period / year 5,72,790 5,08,371 Cash and cash equivalents at end of the period/year 9 1,37,379 5,72,790


STATEMENT OF CASH FLOWSFOR THE FINANCIAL YEAR ENDED 31 MARCH 2015

( The annexed notes form an integral part of and should read in conjunction with these financial statements)

3F GLOBAL (SINGAPORE) PTE LTD ANNUAL REPORT (Incorporated in the Republic of Singapore)

NOTES TO THE FINANCIAL STATEMENTS - 31 MARCH 2015 These notes form an integral part of and should be read in conjunction with the accompanying financial statements.

1) GENERAL INFORMATION

The financial statements of the company for the period 01 Jan 2013 to 31 March 2015 were authorised for issue in accordance with a resolution of the directors on the date of the Statement By Directors.

The company is incorporated as a limited liability company and domiciled in the Republic of Singapore.

The principal activities of the company are to carry on the business of general trading in Cashew kernels, sesame seeds, sheanuts, rice, cotton. There have been no significant changes in the nature of these activities during the financial year. The immediate and ultimate holding company is M/S 3F Industries Limited a company incorporated in India. The company’s registered office & principal place of business address is located at :- 10, Anson Road, International Plaza, #06-25, Singapore - 079903.

2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.1 Basis of preparation

The financial statements have been prepared in accordance with the Singapore Financial Reporting Standards (“FRS”). These financial statements have been prepared under the historical cost conventions except as disclosed in the accounting policy below.

The preparation of the financial statements in conformity with Singapore Financial Reporting Standards requires the use of certain critical accounting estimates and assumptions. The company has assured that there are no estimates or judgments used that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Adoption of new and revised standards – On 1 April 2014, the company has adopted the new or amended FRS and Interpretations of FRS (“INT FRS”) that are mandatory for applications for the financial year. Changes to the company’s accounting policies have been made as required, in accordance with the transitional provisions in the respective FRSs and INT FRSs.

The adoption of these new or amended FRS did not result in substantial changes to the accounting Policies of the company and had no material effect on the amounts reported for the current or prior Financial years. 2.2 Property, Plant & Equipment & depreciation

All items of property, plant and equipment are initially recorded at cost. All property, plant and equipment are stated at historical cost less accumulated depreciation and impairment losses. Depreciation is calculated on the straight-line basis to write off or revealed the amount of other property, plant and equipment over their useful lives. The estimated useful lives are as follows:- Furniture and fittings 100% written off during the year Office equipment and Computer 100% written off during the year Repairs and maintenance are taken to the profit and loss account during the financial period in which they are incurred. Interest on borrowings to finance the property, plant and equipment is capitalized during the period of time that is required to complete and prepare each asset for its intended use. All other borrowings costs are expensed No depreciation has been provided on freehold property. Full


depreciation is provided in the year of the purchase and no depreciation is provided in the year of disposal.

NOTES TO THE FINANCIAL STATEMENTS - 31 MARCH 2015

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONT’D….

2.3 Financial Assets

Loans and receivables

Loans and receivables include “cash and cash equivalents”, “trade and other receivables” in the balance sheet. These financial assets are initially recognized at fair value plus transaction cost and subsequently carried at amortized cost using the effective interest method. They are presented as current assets, except for those maturing later than 12 months after the balance sheet date which are presented as non-current assets. The Company assesses at each balance sheet date whether there is objective evidence that these financial assets are impaired and recognises an allowance for impairment is calculated as the difference between the carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate.

2.4 Trade and other payables

Trade and other payables are initially recognised at fair value, and subsequently carried at amortised cost, using the effective interest rate method.

2.5 Cash and cash equivalents

Cash and bank balances comprise cash on hand and balances with bank in current accounts.

2.6 Currency translation

Functional currency

Items included in the financial statements are measured using the currency that best reflects the economic substance of the underlying events and circumstances relevant to the company (“the functional currency”). The financial statements are prepared in United States dollar , which is the functional currency of the Company.

Transactions and balances

Monetary assets and liabilities in foreign currencies are translated into Singapore dollars at rates of exchange closely approximating those ruling at balance sheet date. Transactions in foreign currencies are converted at rates closely approximating those ruling at transaction dates. Exchange differences arising from such transactions are recorded in the profit and loss account in the period in which they arise.

2.7 Income taxes

Current income tax liabilities for current and prior periods are recognised at the amounts expected to be paid to the tax authorities, using the tax rates (and tax laws) that have been enacted or substantially enacted by the balance sheet date. Deferred income tax assets/ liabilities are recognised for all deductible / taxable temporary differences arising between the tax bases of assets and liabilities and tax assets/liabilities and their carrying amounts in the financial statements except when the deferred income tax assets /liabilities arise from the initial



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONT’D…. Recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction, affects neither accounting not taxable profit nor loss. Deferred tax asset is recognised to the extent that is probable that future taxable profit will be available against which the temporary differences can be utilised. Current and deferred income taxes are recognised as income or expenses in the income statement for the period, except to the extent that the tax arises from a transaction which is recognised directly to equity.

2.8 Related parties

A party is considered to be related to the company if:- a) The party directly or indirectly through one or more intermediaries,

i) Controls, is controlled by, or is under common control with, the group; ii) Has an interest in the Group that gives it significant influence over the Group; or iii) Has joint control over the Group;

b) The party is an associate; c) The party is a joint control entity; d) The party is a member of the key management personal of the Group or its parent; e) The party is a close member of the family of any individual referred to in a ) or d); or f) The party is an entity that is controlled, jointly controlled or significantly influenced by or for which

significant voting power in such entity resides with, directly or indirectly referred to in d) or e); or g) The party is a post-employment benefit plan for the benefit of employees of the Group, or of any

entity that is a related party of the Group.

2.9 Loans and borrowings All loans and borrowings are stated at cost, being the fair value of the consideration received and including acquisition charges associated with the borrowings/loan. 2.10 Borrowing Cost Borrowing costs are recognized in the profit and loss using effective interest method. 2.11 Leased Assets Where assets are financed by lease agreements that give rights approximately to ownership, the assets are capitalised as if they had been purchased outright at values equivalent to the present value of the total rental payable during the periods of the leases and the corresponding lease agreements are included under liabilities. The excess of the lease payments over the recorded lease obligations are treated as finance charges which are amortized over each lease term to give a constant rate of charge on the remaining balance of the obligation. 2.12 Closing Stock


Stocks are valued at the lower cost and net realization value. Coat is primarily determined on the FIFO basis


SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONT’D…. 2.13 Share capital

Ordinary shares are classified as equity. Incremental external costs directly attributable to the issue of new shares, other than on a business combination, are shown in equity as a deduction, net of tax, from the proceeds.

2.14 Provisions

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are measured at the present value of the expenditure expected to be required to settle the obligation using a pre-tax discount rate that reflects the current market assessment of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised in the income statement as interest expense.

2.15 Revenue Recognition

Sale of goods

Revenue is recognized when the significant risks and rewards of ownership have been transferred to the buyer. Revenue from the sale of goods is recognized when goods are sold to customers, which generally coincides with their delivery and acceptance. Commission received Revenue from commission is recognised on completion basis.

Note Share capital Retained Earnings Total

US$ US$ US$Balance as at 31 December 2012 1,32,782 1,96,113 3,28,895 Total comprehensive income for the period 01 Jan 2013 to 31 March 2014 - 9,20,209 9,20,209 Balance as at 31 March 2014 1,32,782 11,16,322 12,49,104 Bonus Shares issued during the year 14 3,67,218 (3,67,218) - Total comprehensive income - 13,04,165 13,04,165 Balance as at 31 March 2015 5,00,000 20,53,269 25,53,269

8

The annexed notes form an integral part of and should read in conjunction with these financial statements.


STATEMENT OF CHANGES IN EQUITYFOR THE FINANCIAL YEAR ENDED 31 MARCH 2015

3 COST OF SALESYear ended 31.03.2015

01.01.2013 to 31.03.2014

US$ US$ Opening stock 19,54,880 10,45,595 Purchases 4,89,32,362 4,22,69,998 Freight & handling, local and ocean freight 19,20,588 17,79,905 FOB charges 9,04,823 11,26,015 Warehouse rent 470 5,272 Closing stock (1,16,569) (19,54,880)

5,35,96,554 4,42,71,905

4 OTHER INCOME

US$ US$Expenses written back - -Exchange gain 61,868 -SME grant - 4,070

61,868 4,070

5 FINANCE COST

US$ US$Interest on working capital-Holding company 3,54,521 1,94,603Interest on Standard Chartered Bank loan 1,21,022 2,31,495

4,75,543 4,26,098

6 PROFIT/ (LOSS) BEFORE TAX

US$ US$Exchange Loss/(gain) (61,868) 1,680Brokerage and Commission 5,10,726 4,02,742Transport and travelling expenses 1,14,800 1,13,342Finance cost ( Refer note no.5) 4,75,543 4,26,098Bad debts - Trade 72,307 45,000

7 TAXATION

a) Movement:

Year ended 31.03.2015

01.01.2013 to 31.03.2014


01.01.2013 to 31.03.2014



01.01.2013 to 31.03.2014


01.01.2013 to 31.03.2014

US$ US$Balance brought forward 1,09,044 6,614 Less : Tax paid ( net of tax) (1,46,876) (16,910)Under provision for tax 63,810 10,296 Withholding tax borne on behalf of holding company (25,977) - Add: Current year provision 2,40,897 1,09,044 Balance carried forward 2,40,897 1,09,044

b) Tax Expense:

US$ US$Profit/(loss) before taxation 16,08,872 10,39,549

Tax at statutory rate of 17% ( 2013:17%) 2,73,508 1,76,722 Tax effect on non-deductibles/Non chargeable 753 (480)Tax effect on deductibles - - Partial tax exemption (18,834) (20,465)Utilisation of prior year losses - - Tax relief (14,530) (46,733)Under provision of tax 63,810 10,296 Tax expense 3,04,707 1,19,340

Current Tax 2,40,897 1,09,044Under provision for tax 63,810 10,296Total Tax expense 3,04,707 1,19,340

8 PROPERTY, PLANT & EQUIPMENT Office

equipment and Computer

Furniture and

Fittings

Total

Cost US$ US$ US$ As at 1-Apr-2014 7,237 76 7,313 Additions during the period 4,429 - 4,429 As at 31-Mar-2015 11,666 76 11,742

Accumulated DepreciationAs at 1-Apr-2014 7,237 76 7,313 Charge for the period 4,429 - 4,429 As at 31-Mar-2015 11,666 76 11,742

Net Book Value

01.01.2013 to 31.03.2014

The Tax expense on the results of the financial year varies from the amount of income tax determined by applying the Singapore statutory rate of income tax on company,s (loss) as a result of the following:


As at 31-Mar-2015 - - -

Office equipment

and Computer

Furniture and

Fittings

Total

Cost US$ US$ US$ As at 1.1.2013 1,697 - 1,697 Additions during the period 5,540 76 5,616 As at 31.03.2014 7,237 76 7,313

Accumulated DepreciationAs at 1.1.2013 1,697 - 1,697 Charge for the period 5,540 76 5,616 As at 31.03.2014 7,237 76 7,313

Net Book ValueAS at 31.03.2014 - - -

9 CASH & CASH EQUIVALENTS2015 2014US$ US$

Cash at banks 1,35,169 5,72,418Cash in hand 2,210 372

1,37,379 5,72,790

2015 2014US$ US$

United States dollar 1,18,664 5,72,418Euro 2,720 - Singapore dollar 15,995 372

1,37,379 5,72,790

10 TRADE AND OTHER RECEIVABLES2015 2014US$ US$

Trade receivables:Holding company* - 20,60,862 Related parties 89,35,796 - Others 27,71,393 33,09,557

Trade advanceRelated parties 12,05,928 6,81,684

Other receivables:

Cash and cash equilents are denominated in the following currencies.

Other debtor 9,638 42,308 Amount due from related parties** 10,772 7,79,919 Rental deposit 6,296 6,296

1,29,39,823 68,80,626

** Amount due from related parties

Trade receivables that are past due but not impaired:-

2015 2014US$ US$

Less than 30 days 19,46,944 49,72,317 31 to 60 days 12,70,673 - 61 to 90 days 9,10,167 1,27,827 91 to 180 days 54,31,649 - More than 180 days 22,20,062 1,86,229

1,17,79,495 52,86,373 11 INVENTORIES

2015 2014US$ US$

Finished goods –stated at cost 1,16,569 6,05,150Finished goods – stated at net realisable value - 13,49,730Finished goods held for sale 1,16,569 19,54,880

12 TRADE AND OTHER PAYABLES2015 2014US$ US$

Trade payablesRelated parties* 15,77,597 12,02,216Other 7,23,198 17,79,387Trade advances 3,15,098 -

Other payables 4,203 - Amount due to related parties* - 20,781 Accruals 13,586 18,050

Trade receivables are non-interest bearing and are recognized at their original invoice amounts which represent their fair values on initial recognition.

* Amount due from holding CompanyThis represents trade dues, unsecured, interest free and receivable on demand.

This trade and non-trade amount is interest free, unsecured and receivable on demand.

These receivables are unsecured and the analysis of their aging at the balance sheet date is as follows:

The company has trade receivables amounting to US$ 11,779,495 (2014: 5,286,373) that are past due at the balance sheet but not impaired. Trade receivables are non-interest bearing and are generally on cash on delivery terms.

Amount due to holding company** 2,500,000 1,500,000

Amount due to holding company*** 367,317 280,006

5,500,999 4,800,440

* Amount due to related parties

** Amount due to holding company

13 INTEREST BEARING LOANS AND BORROWINGS

Payable within 12 months

2015 2014

US$ US$

Working capital loan (Note 13a) 4,898,606 3,249,708

4,898,606 3,249,708

Notes:

14 SHARE CAPITAL

Amounts Amounts

31.03.2015 31.03.2014 31.03.2015 31.03.2014

US$ US$

Issued and fully paid up Ordinary shares with no par

value693,607 186,369 500,000 132,782

At the beginning of the year / period 186,369 186,369 132,782 132,782

Issued during the year / period 507,238 - 367,218 -

At the end of the year / period 693,607 186,369 500,000 132,782

Number of shares

The ordinary shares are entitled for dividend as and when when declared and carry one vote per share without restriction.

These are relates to trade and non-trade amounts are interest free, un secured and repayable on demand

This represent non-trade amount with an interest rate of 10% P.A

*** This relates to reimbursement of expenses, non-trade, and interest free, unsecured and repayable on demand.

13a) The Company has taken working capital loan for USD 5,000,000 from Standard Chartered Bank during the

period for various business facilities at the interest rate 2.25%p.a plus cost of funds. The aforesaid loan is secured

by a guarantee executed by 3F Industries Limited, India for Amount up to US$ 5,200,000

The Company's share capital comprises of 693,607 (2014: 186,369) ordinary shares with no par value with a total

amounting to US$ 500,000 ( 2014: US$ 132,782).



15. CAPITAL MANAGEMENT The Board’s policy is to maintain a strong capital base so as to maintain creditor and market confidence and to sustain future development by issuing or redeeming equity and debts instruments when necessary.

The board of directors monitors its capital based on net debt and total capital. Net debt calculated as borrowings plus trade and other payables less cash and bank deposits. Total capital is calculated as equity plus net debt.

The company is not subject to any externally imposed capital requirements.

2015 2014 US$ US$ Net debt 10,262,226 7,477,358 Total equity 2,553,269 1,249,103 _________ _________ Total capital 12,815,494 8,726,462 Debt equity ratio 80.08/% 85.69% _________ __________

16. FINANCIAL RISK MANAGEMENT

The Company does not have any written financial risk management policies and guidelines. The Company does not hold or issue derivative financial instruments for trading purposes or to hedge against fluctuations, if any, in interest rates and foreign exchange. The company’s exposure to financial risks associated with financial instruments held in the ordinary course of business include:

a) Price risk i) Currency risk

Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates The Company’s operational activities are mainly carried out in United states Dollar. There is no exposure to any risk arising from movements in foreign currencies exchange rates as the Company has minimal transactions in foreign currency.

(ii) Interest rate risk Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. The company has no variable interest bearing financial instruments, hence, is not exposed to any movements in market interest rates. b) Credit risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The company had no significant concentrations of credit risk. Cash is held with financial institutions of good standing/established financial institutions/ reputable financial institutions.



(c) Liquidity risk Liquidity or funding risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The company ensures that there are adequate funds to meet all its obligations in a timely and cost-effective manner. (d) Cash flow risk Cash flow risk is the risk that future cash flows associated with a monetary financial instrument will fluctuate in amount. The company is not exposed to any cash flows risk as it does not have any monetary financial instruments with variable interest rates

17. FINANCIAL INSTRUMENTS

Fair value The carrying amounts of the financial assets and financial liabilities as reflected in the balance sheet approximate to their fair value. Information on the fair values of borrowing, interest rate and foreign currency exchange is included in Note 2.

18. RELATED PARTY TRANSACTIONS

In addition to the related party information disclosed elsewhere in the financial statements, the following are related parties transactions during the financial period 01 January 2013 to and were at terms and rates agreed between the parties:

Year Ended Year Ended 31.03.2015 31.03.2014 US$ US$ Revenue Sale of goods to Holding Company 19,302,191 19,217,324 Sales of goods to related parties 14,478,216 62,763 (Computers under common control) Reimbursement of expenses Related Parties (Companies under common control) 586,529 Holding Company 191,600 163,592 Interest Paid Interest to Holding Company on working capital 354,521 194,603 Brokerage & Commission Paid to related parties (Companies under common control) 335,077 188,402 Purchase of goods Purchase of goods from Holding Company 2,048,227 1,949,000 Purchase of goods from related parties 27,102,586 10,728,763 (Companies under common control)

Outstanding balance to relate parties at 31 March 2014 within 12 months from balance sheet date is disclosed in Note 10 & 12.

19. COMPARATIVE FIGURES The accounts are not comparable with that of the previous financial period ended 31 March 2014 as the accounts for current year has been drawn up for 120months 1 April 2014 to 31 March 2015, while that of the previous period was up for 15 months period from 01 January 2013 to 31 March 2014.



20. NEW / REVISED FINANCIAL REPORTING STANDARDS The Company has not applied the following new/revised FRS or interpretations that have been issued as of the balance sheet date but not yet effective: Annual periods commencing on Description 1 July 2014 Amendments to FRS 19 (R) Emloyee Benefits

- Defined Benefit Plans employee Contributions Annual Improvements -FRS 102 Share-Based 2012 -FRS 103 Business Combinations -FRS 108 Operating Segments -FRS 16 Property, Plant & Equipment -FRS 38 Intelligible Assets -FRS 24 Related Party Disclosures Annual Improvements -FRS 102 Business Combinations -FRS 113 Fair Value Measurement -FRS 40 Investment Property

1 January 2016 -FRS 114 Regulatory Deferral

The initial application of these standards and interpretations, where applicable, are not expected to have any material impact on the financial statements of the Company.

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